§31B-9-903. Effect of conversion; entity unchanged.
(a) A partnership or limited partnership that has been
converted pursuant to this article is for all purposes the same
entity that existed before the conversion.

(b) When a conversion takes effect:

(1) All property owned by the converting partnership or
limited partnership vests in the limited liability company;

(2) All debts, liabilities and other obligations of the
converting partnership or limited partnership continue as
obligations of the limited liability company;

(3) An action or proceeding pending by or against the
converting partnership or limited partnership may be continued as
if the conversion had not occurred;

(4) Except as prohibited by other law, all of the rights,
privileges, immunities, powers and purposes of the converting
partnership or limited partnership vest in the limited liability
company; and

(5) Except as otherwise provided in the agreement of
conversion under section 9-902(c), all of the partners of the
converting partnership continue as members of the limited liability
company.